Although City of Men is an offshoot of City of God, Fernando Meirelles' 2002 runaway international hit film about gang violence in Rio de Janeiro, Men is not so much a sequel as it is a thematic companion. Like its precursor, the movie digs into the plight of Rio's poverty-stricken favelas, but its tone is decidedly kinder and gentler in chronicling the friendship of two young men coming of age in the Rio slums. And just to complicate matters, it bears noting that City of Men is a continuation of a Brazilian television series of the same name that was co-produced by Meirelles and ran for four seasons beginning in 2002.

In City of Men -- both the film and the TV series -- we follow the adventures of Acerola, also known as "Ace" (Douglas Silva); and Laranjinha, or "Wallace" (Darlan Cunha). Both are 18 and toiling away in the ghetto where they have lived all their life. The gregarious and immature Ace has yet to accept the responsibilities of adulthood, despite the fact that he and his young wife, Cristiane (Camila Monteiro), have a child. Wallace, the more pensive of the friends, is consumed with finding the father he has never known.

Both Ace and Wallace wade through a community dominated by a drug-dealing gangster warlord dubbed Midnight (Jonathan Haagensen). When Midnight is challenged by an ambitious lieutenant (Eduardo 'BR' Pirahna), it sets off a bloody gang war that ensnares both of our protagonists.

Director Paulo Morelli employs an interesting, if not entirely successful, merging of naturalistic visuals and bloated melodrama. With its handheld camerawork, quick zooms, jump cuts and oversaturated colors, City of Men recalls the raw stylistic power of Meirelles' earlier film. But the screenplay by Elena Soarez (from a story by her and Morelli) is almost risibly contrived. It doesn't take long at all for Wallace, who spent much of the four-season TV series pining for his absent father, to track down his dad, a tight-lipped jailbird named Heraldo (Rodrigo dos Santos). Most egregious is a whopper of a third-act coincidence that links the fathers of Ace and Wallace, marring the impact of what could have been an emotionally resonant climax.

Moreover, viewers unfamiliar with the TV series (which has aired in the U.S. on The Sundance Channel) might find themselves at a disadvantage. City of Men works as a standalone story, but the uninitiated might have difficulty working up much of an investment in the principal characters. Wallace's quest for a father, a vital part of the TV show, is established rather dryly and suddenly.

Similarly, Ace's indifference and incompetence as a parent makes him a challenging protagonist. Who takes a baby to the beach and then completely forgets about him? Granted, the film's central theme is about the cyclical neglect caused by absent fathers (a prevalent problem in Brazil, according to a featurette on the DVD), but Ace begins the picture in a state of near-idiocy.

Nevertheless, a flawed movie does not mean a failed one, and City of Men remains an entertaining, mostly compelling tale. Much of the credit must go to Silva and Cunha. Both actors have worked together since adolescence; the chemistry between them is natural, engaging and wholly believable. They are excellent, and the depth of understanding between them helps smooth over some of the picture's more unfortunate plot contrivances.

Boasting outstanding picture quality, the City of Men DVD is presented in anamorphic widescreen 1.85:1 and maintains the unique visual opulence of utilizing a variety of film stocks. Details are sharp and colors are vivid.

The Dolby Digital 5.1 Portuguese track is clean, crisp and effective in its use of sound separation. There are optional subtitles in English, French, Spanish and English for the hearing-impaired.

The sole extra is a making-of featurette, the 15-minute, 12-second Building a City of Men. It includes interviews with cast and crew and touches on everything from the film's themes to the meticulous care that was paid to sound effects of ricocheting gunfire.

Also included are sneak peeks for Tim Burton's The Nightmare before Christmas, Smart People, Lost: The Complete Fourth Season, Step Up 2: The Streets and Blindness.

Fans of the television series will be interested in this updating on Acerola and Laranjinha, but other viewers might wonder what the fuss is about. City of Men is an energetic, visually robust film hampered by a disappointingly unimaginative script.